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Terms of Service

Effective: June 26, 2026 Last updated: June 26, 2026
Contents
  1. Acceptance of Terms
  2. Definitions
  3. Description of Service
  4. Account Registration
  5. Subscription & Billing
  6. Google Ads API Access (Captain)
  7. Sensor Module
  8. Your Responsibilities
  9. Acceptable Use
  10. Intellectual Property
  11. Data Processing & Privacy
  12. Confidentiality
  13. Service Availability & SLA
  14. Limitation of Liability
  15. Indemnification
  16. Termination
  17. Changes to These Terms
  18. Governing Law & Disputes
  19. General Provisions
  20. Contact

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer", "you") and Digituary ("Company", "we", "us") governing your use of Digituary's products and related services, including Sensor (cookieless B2B analytics) and Captain (AI Google Ads budget allocation).

By creating an account, accessing, or using Sensor or Captain, you confirm that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent that you have the authority to bind that organization.

If you do not agree with these Terms, do not use our services.

2. Definitions

  • "Service" means the Digituary platform and products, including Sensor, Captain, their web applications, APIs, and all associated features.
  • "Customer Data" means all data you provide or make accessible through the Service, including Google Ads account data (via Captain) and website behavioural data collected via Sensor.
  • "Sensor" means our cookieless, JavaScript-based behavioural analytics product deployed on your website.
  • "Captain" means our AI product that connects to your Google Ads account to allocate and manage budget across keywords.
  • "Subscription" means your plan for accessing the Service.
  • "End Users" means visitors to your website whose behavioural data may be collected by Sensor.
  • "DPA" means the Data Processing Agreement incorporated into these Terms.

3. Description of Service

Digituary provides AI products for B2B marketing teams:

  • Sensor — cookieless B2B analytics that identifies company-level intent, classifies visitors along the buying journey, attributes pipeline across channels, and discovers micro-conversions.
  • Captain — automated Google Ads budget allocation that scores keywords on real performance and moves budget across the portfolio toward what converts.
  • Diagnostic reporting — account health checks, performance diagnostics, and recommendations.

The Service is provided "as is" as a SaaS product. Features may be added, modified, or deprecated with reasonable notice.

4. Account Registration

To use Sensor or Captain, you must create an account providing accurate and complete information. You are responsible for maintaining the confidentiality of your login credentials and for all activities under your account.

You agree to notify us immediately at [email protected] if you become aware of any unauthorized access to your account.

We reserve the right to suspend or terminate accounts that provide false information, violate these Terms, or pose a security risk.

5. Subscription & Billing

5.1 Plans & Pricing

The Service is offered on a subscription basis. Pricing, plan features, and limits are published on our website and may be updated with 30 days' notice. During a public beta, all or part of the Service may be offered free of charge; we will give notice before any beta feature becomes paid. Your current plan and pricing are confirmed in your account dashboard.

5.2 Billing Cycle

Paid subscriptions are billed monthly or annually, depending on the plan selected. Payment is due at the start of each billing cycle. All fees are non-refundable except as expressly stated in these Terms.

5.3 Payment

You authorize us (or our third-party payment processor) to charge the payment method on file. If payment fails, we may restrict access to the Service until the balance is resolved. We will notify you before any account suspension due to non-payment.

5.4 Taxes

All fees are exclusive of applicable taxes (VAT, sales tax, etc.). You are responsible for any applicable taxes based on your jurisdiction.

5.5 Upgrades & Downgrades

You may upgrade your plan at any time (prorated charges apply). Downgrades take effect at the start of the next billing cycle. Feature access may change upon downgrade.

6. Google Ads API Access (Captain)

Captain connects to your Google Ads account through the Google Ads API using OAuth 2.0 authorization.

6.1 Authorization

By connecting your Google Ads account, you grant Captain permission to access, read, and (when you enable automation features) modify campaign settings, bids, and budgets on your behalf. You may revoke this access at any time through your Google account settings or your Captain dashboard.

6.2 Google's Terms

Your use of the Google Ads API through Captain is also subject to Google's API Terms of Service. Our use of data received from Google APIs adheres to the Google API Services User Data Policy, including the Limited Use requirements.

6.3 Automated Actions

Certain Captain features can make automated changes to your Google Ads account (budget reallocation, keyword-level adjustments). These features are opt-in and require explicit activation. You remain fully responsible for the configuration and consequences of automated actions. We recommend reviewing automated changes regularly through the activity log in your dashboard.

Important: Captain provides budget-allocation tools and recommendations based on statistical models. We do not guarantee any specific advertising performance outcome. Google Ads results depend on many factors beyond our control, including auction dynamics, competitor behaviour, and market conditions.

7. Sensor Module

7.1 Deployment

Sensor is an optional product. If you choose to deploy it, you install a single cookieless JavaScript snippet on your website. You are responsible for proper installation and for ensuring Sensor operates in compliance with the privacy laws that apply to your website.

7.2 Your Responsibilities as Data Controller

When you deploy Sensor on your website, you are the data controller for the behavioural data collected from your website visitors. You are responsible for:

  • Providing appropriate privacy notices to your website visitors.
  • Ensuring your use of Sensor complies with GDPR, CCPA/CPRA, and any other applicable privacy laws.
  • Keeping your privacy and cookie disclosures accurate. (Sensor is cookieless and collects no personal data, so it is designed to run without a consent banner.)

7.3 Our Role as Data Processor

We process Sensor data on your behalf as a data processor. Our processing is governed by the Data Processing Agreement (DPA) referenced in Section 11. We will only process Sensor data for the purposes of providing the Service to you.

7.4 Data Minimization

Sensor collects engagement signals (page views, scroll depth, click patterns, session duration) and does not collect form inputs, keystrokes, passwords, or personally identifiable information. Every visitor is an anonymous daily fingerprint that resets each day, and raw event data is buffered and purged within 24 hours of processing.

8. Your Responsibilities

You agree to:

  • Provide accurate account information and keep it current.
  • Maintain the security of your login credentials.
  • Comply with Google Ads policies and all applicable laws when using the Service.
  • Ensure that your use of Sensor on your website complies with privacy regulations.
  • Review Captain's automated actions and recommendations before implementation (or monitor them if auto-apply is enabled).
  • Not use the Service for any unlawful or unauthorized purpose.

9. Acceptable Use

You may not:

  • Reverse engineer, decompile, or attempt to extract the source code of Sensor or Captain.
  • Use the Service to develop a competing product or service.
  • Share, resell, or sublicense your account access without our written consent.
  • Attempt to circumvent usage limits, rate limits, or security measures.
  • Transmit malware, viruses, or any harmful code through the Service.
  • Use the Service in a manner that degrades performance for other users.
  • Scrape, crawl, or automatically access the Service beyond the provided API.

Violation of this section may result in immediate suspension or termination of your account.

10. Intellectual Property

10.1 Our IP

Sensor and Captain, including their software, algorithms, models, user interfaces, documentation, and branding, are and remain the intellectual property of Digituary. These Terms do not transfer any ownership rights to you. You receive a limited, non-exclusive, non-transferable license to use the Service during your active subscription.

10.2 Your Data

You retain all rights to your Customer Data. You grant us a limited license to process your Customer Data solely for the purpose of providing and improving the Service. We will not use your data for any purpose unrelated to the Service without your explicit consent.

10.3 Feedback

If you provide suggestions, feature requests, or other feedback, you grant us a non-exclusive, royalty-free, perpetual license to use and incorporate that feedback into our products.

11. Data Processing & Privacy

Our collection and use of personal data is governed by our Privacy Policy.

11.1 Data Processing Agreement (DPA)

Where required by applicable data protection law (including GDPR), a Data Processing Agreement forms part of these Terms. The DPA is available upon request at [email protected] and governs our processing of personal data on your behalf — particularly data collected through Sensor.

11.2 Sub-processors

We use third-party sub-processors for infrastructure, hosting, payment, and analytics. A current list of sub-processors is available upon request. We will notify you of material changes to our sub-processor list at least 30 days in advance.

11.3 Data Deletion

Upon termination of your subscription, we will delete your Customer Data within 90 days, unless retention is required by law. You may request earlier deletion or data export by contacting us.

12. Confidentiality

Each party agrees to maintain the confidentiality of the other party's confidential information. Confidential information includes business plans, technical data, product strategies, customer lists, and pricing terms — but does not include information that is publicly available, already known, independently developed, or lawfully received from a third party.

This confidentiality obligation survives for 3 years after the termination of these Terms.

13. Service Availability & SLA

13.1 Uptime Target

We target 99.5% uptime for the Digituary platform, measured monthly, excluding scheduled maintenance. Scheduled maintenance windows will be communicated at least 48 hours in advance.

13.2 No Guarantee

While we strive for high availability, we do not guarantee uninterrupted access. The Service may be temporarily unavailable due to maintenance, updates, infrastructure issues, or circumstances beyond our control.

13.3 Support

Support is provided via email during business hours (Monday–Friday, 9:00–18:00 EET). Response times vary by plan tier.

14. Limitation of Liability

14.1 Disclaimer of Warranties

The Service is provided "as is" and "as available" without warranties of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

14.2 No Guarantee of Results

Sensor and Captain provide analytics and optimization tools based on statistical models and historical data. We do not guarantee any specific outcomes, including but not limited to: increased conversions, reduced cost-per-acquisition, improved return on ad spend, or revenue growth. Marketing performance depends on many factors outside our control.

14.3 Liability Cap

To the maximum extent permitted by law, Digituary's total aggregate liability under these Terms — whether in contract, tort, strict liability, or otherwise — shall not exceed the amount you paid for the Service in the 12 months preceding the claim.

14.4 Exclusion of Damages

In no event shall Digituary be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of revenue, data, business opportunities, or goodwill — even if we have been advised of the possibility of such damages.

14.5 Google Ads Actions (Captain)

You acknowledge that automated changes made by Captain to your Google Ads account (when automation features are enabled) may impact your advertising spend and performance. You are responsible for monitoring automated actions. Digituary is not liable for financial losses resulting from automated budget reallocation or keyword management performed by the Service.

15. Indemnification

You agree to indemnify and hold harmless Digituary, its officers, employees, and contractors from any claims, damages, losses, or expenses (including reasonable legal fees) arising from:

  • Your breach of these Terms.
  • Your use of the Service in violation of applicable laws.
  • Your deployment of Sensor in a manner that violates privacy laws or infringes on third-party rights.
  • Any dispute between you and your end users related to data collected through Sensor.

16. Termination

16.1 By You

You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of the current billing period. You will retain access until the end of the paid period.

16.2 By Us

We may suspend or terminate your account if you breach these Terms, engage in prohibited conduct, fail to pay outstanding invoices (after 14 days' written notice), or if required by law. We will provide reasonable notice where possible.

16.3 Effect of Termination

Upon termination:

  • Your access to Sensor and Captain will be revoked.
  • Captain's automated Google Ads actions will cease immediately.
  • Sensor data collection will stop (you should also remove the Sensor snippet from your website).
  • Your Customer Data will be deleted within 90 days (or exported upon request).
  • Sections on Intellectual Property, Confidentiality, Limitation of Liability, Indemnification, and Governing Law survive termination.

17. Changes to These Terms

We may update these Terms from time to time. We will notify you of material changes via email or in-app notification at least 30 days before they take effect. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree with the changes, you may terminate your subscription before the new terms take effect.

18. Governing Law & Disputes

18.1 Governing Law

These Terms are governed by the laws of Ukraine, without regard to conflict of law principles. For EU-based customers, mandatory consumer protection laws of your country of residence may also apply.

18.2 Dispute Resolution

The parties agree to attempt to resolve any dispute informally for at least 30 days before initiating formal proceedings. If informal resolution fails, disputes shall be resolved through arbitration under the rules of the International Chamber of Commerce (ICC), with the seat of arbitration in Kyiv, Ukraine. The language of arbitration shall be English.

18.3 Exceptions

Either party may seek injunctive relief in any court of competent jurisdiction to protect intellectual property rights or prevent unauthorized disclosure of confidential information.

19. General Provisions

  • Entire Agreement — These Terms, together with the Privacy Policy and DPA, constitute the entire agreement between you and Digituary regarding the Service.
  • Severability — If any provision is found unenforceable, the remaining provisions remain in full effect.
  • Waiver — Failure to enforce any right does not constitute a waiver of that right.
  • Assignment — You may not assign your rights under these Terms without our written consent. We may assign our rights in connection with a merger, acquisition, or sale of assets.
  • Force Majeure — Neither party is liable for delays or failures caused by events beyond reasonable control, including natural disasters, war, pandemic, government action, or internet infrastructure failures.
  • Notices — Notices to you will be sent to the email address on your account. Notices to us should be sent to [email protected].

20. Contact

For questions about these Terms of Service:

Email: [email protected]

Company: Digituary

Address: Kyiv, Ukraine

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